UNITED STATES
                SECURITIES EXCHANGE COMMISSION
                    WASHINGTON, D.C. 20549

                          FORM 10KSB

   [ X ]  Annual report pursuant to section 13 or 15(d) of the
          Securities Exchange Act of 1934 for the fiscal year end
          April 30, 2001

                           AMAC, INC.
     ----------------------------------------------------
    (Exact name of registrant as specified in its charter)


     Delaware                              13-3944580
----------------------                 ------------------
State of Incorporation                 IRS Employer ID No.

3800 North Fairfax Drive - Suite 5
Arlington, Virginia 22203                     22203
--------------------------------------       --------
Address of principal Executive Offices       Zip Code


Registrant's Telephone Number   (703) 243-2597

Check here whether the issuer (1) has filed all reports required
to be filed by Sections 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding12 months (or for such shorter
period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past
90 days.
                Yes       X          No _______

As of April 30, 2001, the following shares of the Registrant's
common stock were issued and  outstanding:

     Voting common stock       5,038,041

<PAGE>
<Page>
INDEX

Item 1.  DESCRIPTION OF BUSINESS. . . . . . . . . . . . . . . . 3

Item 2.  DESCRIPTION OF PROPERTIES . . . . . . . . . . . . . .  6

Item 3.  LEGAL PROCEEDINGS. . . . . . . . . . . . . . . . . . . 6

Item 4.  SUBMISSION OF MATTES TO A VOTE OF SECURITY HOLDERS . . 6

Item 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
         STOCKHOLDER MATTERS. . . . . . . . . . . . . . . . . . 6

Item 6.  SELECTED FINANCIAL DATA . . . . . . . . . . . . . . .  7

Item 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATION. . . . . . . .. . . 8

Item 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA . . . . . 12

Item 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
         ACCOUNTING AND FINANCIAL DISCLOSURE . . . . . . . . . 20

Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY. . . .20

Item 11. EXECUTIVE COMPENSATION. . . . . . . . . . . . . . . . 24

Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
         MANAGEMENT. . . . . . . . . . . . . . . . . . . . . . 24

Item 13. CERTAIN RELATIONSHIP AND RELATED TRANSACTIONS. . . . .25

Item 14. FINANCIAL STATEMENTS, EXHIBITS AND
         REPORTS ON FORM 8-K . . . . . . . . . . . . . . . . . 26

SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . 27
<PAGE>
<Page>

Item 1.   DESCRIPTION OF BUSINESS

AMAC, INC., (the "Company") was organized incorporated on
November 18, 1996, as Medic Media Inc., under the laws of the
State of Delaware having the stated purpose of engaging in any
lawful act or activity for which corporations may be organized
under the General Corporation Law of Delaware.

On March 18, 1999, the Company acquired 100 shares of common
stock, GBP 1.0 par value, of CMAC Industries, Inc., (hereinafter
"CMAC") a company incorporated under the laws of the Channel
Islands of Jersey.  The acquisition was consummated by the
execution of an Acquisition Agreement dated March 8, 1999.  The
shares acquired by the Company represented one hundred (100%)
percent of all of CMAC's then currently issued and outstanding
common stock.  The aggregate purchase price paid by the Company
for the CMAC common shares was 3,500,000 post-reverse split
shares of voting common stock of Medic Media Inc., $0.001 par
value. These shares were issued to the sellers of the CMAC shares
subsequent to a 6.5 to 1 reverse split of the voting common stock
by the Company of its voting common stock.

There was no material relationship between the Company and CMAC
prior to the acquisition by the company of the CMAC shares.
Subsequent to the acquisition of the CMAC shares, the Company
changed its name to "AMAC Inc."

The Company thereafter sought to develop and manufacture
amphibious vehicles.  The management of CMAC was appointed as
management to oversee the Company's entry in this field as it
possessed extensive experience and knowledge in the amphibious
vehicle and military industry.  The company failed in its
business purpose to design, develop and manufacture a range of
working vehicles that can operate on land and in water.

Subsequently, the chief executive officer of the company resigned
and, on August 2, 2001, a majority of the company's shareholders
of the company, upon consent, elected to appoint Richard Smith as
president of the company.  Mr. Smith was also appointed to the
Board of Directors by a majority of the shareholders.

The Company's directors are now determined that the Company
should become active in seeking potential operating businesses
and business opportunities with the intent to acquire or merge
with such businesses.  The Company has begun to consider and
investigate potential business opportunities.  Potential
operating business and business opportunities encompass ventures
which the Company believes would create an opportunity for
profit, growth and a return on investment to the Company's
shareholders.  Such opportunities would consist of entities
possessing innovative ideas, business plans and the potential for
growth.  At this time however, the Company has targeted internet
marketplaces for the purpose of creating a business opportunity.

After the Company's original business plan ceased, the Company
became a "blank check" company as defined by the Securities and
Exchange Commission.  The SEC defines a blank check company as
one which has no specific business or plan other than to
consummate an acquisition of or merge into another business or
entity.  A number of states have enacted statutes, rules and
regulations limiting the sale of securities of "blank check"
companies in their respective jurisdictions.  Additionally, some
states prohibit the initial offer and sale as well as any
subsequent resale of securities of shell companies to residents
of their states.



Item 2.  DESCRIPTION OF PROPERTIES

The Company's only significant asset is the two prototype
vehicles which the Company expects to utilize in the marketing
and development of vehicles.  The prototype is licensed by the
United Kingdom Department of Trade and Industry and by Lloyds
Shipping Hull Construction Certification.  The value of the
prototype is approximately $600,000.00.  The Company has no other
significant assets.


Item 3.  LEGAL PROCEEDINGS

No legal proceedings are pending at this time.


Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The Company on August 2, 2001, with the majority consent of its
shareholders, elected to cease its original business plan to
manufacture and develop amphibious vehicles and to actively seek
a merger candidate or other business opportunities.  The
shareholders further appointed Richard Smith to the Board of
Directors.


PART II

Item 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
         STOCKHOLDER MATTERS

As of April 30, 2001, the Company had approximately 128
shareholders.  The Company's common stock began trading on the
OTC Bulletin Board in April 1999 under the trading symbol "UMAC".
Total trading volume of the shares of the Company's common stock
has been minimal since the listing of the shares.  The last
trade made in the company's shares was during the week of June
16, 2000 wherein the closing price was $2-5/8 per share.  Prior
to that, a total amount of 400 of the company's shares were
traded during the week of February 4, 2000 at the price of $2-5/8
per share.  Investors are alerted that there is a very limited
market for the Company's shares and therefore minimal liquidity.


<PAGE>
<PAGE>
Item 6.  SELECTED FINANCIAL DATA
                           AMAC, INC.
                  (A Development Stage Company)
                SELECTED FINANCIAL DATA SCHEDULE
               FROM MAY 1, 1997 TO APRIL 30, 2001
<TABLE>
<CAPTION>
                               For the Year       From Inception
                                  Ended                 To
                              Apr. 30, 2001        Apr. 30, 2001
                              -------------        -------------
<S>                           <C>                  <C>
Cash and Cash Items            $  3,455            $   3,455
Marketable Securities                 0                    0
Notes and Accounts Receivable         0                    0
Allowances for doubtful accounts      0                    0
Inventory                             0                    0
Total Current Assets              3,455                3,455
Property, plant and equipment   648,960              648,960
Other Assets                      2,890                2,890
Accumulated depreciation              0                    0
Total assets                    655,305              655,305
Total current liabilities        46,191               46,191
Bonds, mortgages and debt     1,029,826            1,029,826
Preferred stock - redemption          0                    0
Common stock                      5,038                5,038
Other stockholders' equity        9,000                9,000
Total Liabilities and
 Stockholders' equity          (655,305)            (655,305)
Net Sales of Tangible Products        0                    0
Total Revenues                        0                    0
Cost of Tangible Goods Sold           0                    0
Total Costs and Expenses applicable
    To sales and revenues             0                    0
Other costs and expenses        143,450              434,750
Provision for doubtful accounts       0                    0
Interest and amortization of
    Debt discount                     0                    0
Income before taxes
    and other items            (143,450)            (434,750)
Income tax expenses                   0                    0
Income/loss continuing
    operations                 (143,450)            (434,750)
Discontinued operations               0                    0
Extraordinary items                   0                    0
Cumulative Effect - changes in
    Accounting principles             0                    0
Net Income or loss             (143,450)            (434,750)
</TABLE>
<PAGE>
<PAGE>

There have been no accounting changes, business combinations or
dispositions of business operations by the Company that
materially affect the comparability of the information reflected
in the selected financial data.  The Company is a developmental
stage company which has no operating history and no significant
assets.

The Company has no recent operating history and no representation
is made, nor is any intended, that the Company will be able to
carry on future business activities successfully.  Further, there
can be no guarantee that the Company will have the ability to
acquire or merge with an operating business, develop sustaining
business opportunities or acquire property that will be of
material value to the Company.  In the opinion of management,
inflation has not and will not have a material affect on the
operations of the Company as it does not currently have any
significant assets, debt or income.

The Company's viability as a going concern is dependent upon
raising additional capital, and ultimately, having net income.
The company requires additional capital principally to meet its
costs in search of a merger or business acquisition and for
general and administrative expenses.



Item 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATION.

The Company is a development stage company.  Its principal
business purpose was to design, develop and manufacture a range
of amphibious vehicles that can operate on land and in water.  On
August 2, 2001, a majority of the company's shareholders elected
to abandoned its original business purpose.

The Company's principal business purpose now is to locate and
consummate a merger or alliance with a private entity.  There is
no guarantee that the company's efforts will be successful.
The selection of a business opportunity in which to participate
is complex and risky.  Additionally, as the Company has only
limited resources, it may be difficult to find favorable
opportunities.  There can be no assurance that the Company will
be able to identify and acquire any business opportunity which
will ultimately prove to be beneficial to the Company and its
shareholders.  The Company will select any potential business
opportunity based on management's business judgment.

Any targeted alliance or merger candidate will become subject to
the same reporting requirements as the Company upon consummation
of any such business combination.  Thus, in the event that the
Company successfully completes an acquisition or merger with
another operating business, the resulting combined business must
provide audited financial statements for at least the two most
recent fiscal years or, in the event that the combined operating
business has been in business less than two years, audited
financial statements will be required from the period of
inception of the target acquisition or merger candidate.

The Company has no recent operating history and no representation
is made, nor is any intended, that the Company will be able to
carry on future business activities successfully.  Further, there
can be no assurance that the Company will have the ability to
merge with an operating business, develop sustaining business
opportunities or acquire property that will be of material value
to the Company.

Because the Company lacks funds, it may be necessary for the
officers and directors to either advance funds to the Company or
to accrue expenses until such time as the Company begins to
generate sufficient income to cover such expenses.  Management
intends to hold expenses to a minimum and to obtain services on a
contingency basis when possible.  Further, the Company's
directors will forego any compensation until such time as the
Company begins to generate sufficient income to cover such
expenses.   However, if the Company engages outside advisors or
consultants in search for business opportunities, it may be
necessary for the Company to attempt to raise additional funds.
There is no assurance that the Company will be able to obtain
additional funding when and if needed, or that such funding, if
available, can be obtained on terms acceptable to the Company.

In the opinion of management, inflation has not and will not have
a material effect on the operations of the Company until such
time as the Company successfully completes an acquisition or
merger.  At that time, management will evaluate the possible
effects of inflation on the Company as it relates to its business
and operations following a successful acquisition or merger.

In the event the Company consummates a merger transaction, the
Company believes that there will be a change in control in the
Company.   The Company believes that any merger would include the
new issuance of common stock in the Corporation to a potential
merger candidate followed by a reverse split of the Company's
issued common stock thereby effectively passing control of the
Company to the merged candidate.

The Company will not borrow funds for the purpose of funding
payments to the Company's promoters, management or their
affiliates or associates.  Any funds borrowed by the Company will
be utilized to pay statutory, legal and accountant fees expended
by the Company.

The Company does not foresee that any terms of sale of the shares
presently held by officers and/or directors of the Company will
also be afforded to all other shareholders of the Company on
similar terms and conditions.

Management does not anticipate actively negotiating or otherwise
consenting to the purchase of any portion of their common stock
as a condition to or in connection with a proposed merger or
acquisition.  In such an instance, all shareholders are to be
treated equally.  This policy is upheld by the inclusion of a
resolution of the Board of Director's of the Company, contained
in the Company's minutes.  In the event management wishes to
actively negotiating or otherwise consenting to the purchase of
any portion of their common stock as a condition to or in
connection with a proposed merger or acquisition, this would need
to be disclosed to the Board of Directors and entered into the
Company's minutes.  The Company's shareholders will be afforded
an opportunity to approve or consent to any particular stock buy-
out transaction or merger.

There is always a present potential that the Company may acquire
or merge with a business or company in which the Company's
promoters, management, affiliates or associates directly or
indirectly have an ownership interest.  However, at this time
there is no immediate serious potential for the Company to
acquire or merge with any business.   There is no formal existing
corporate policy regarding such transactions, however, in the
event such a potential arises, the Company shall disclose any
conflict of interest to its directors and shareholders for
purposes of determining whether to acquire or merge with such a
business.  Management does not foresee or is aware of any
circumstances under which this policy may be changed.

The Company, to date, has not utilized any notices or
advertisements in its search for business opportunities as the
Company cannot afford to expend monies for such purposes.  The
Company seeks business opportunities through the means of
personal networking and inquiries by current management.

The Company's current officers, directors and affiliates have not
used in the past any particular consultants or advisers on a
regular basis.  At the current time, the Company does not foresee
hiring any independent consultants to assist the company in its
search for a merger or business opportunities.

The Company at this time does not have any preliminary agreements
or understandings for the purpose of providing any consulting
services.  The Company will consider paying consultant or
finders' fees to its principal shareholders on the same basis
that it would pay any outside consultant or finder's fee.



<PAGE>
Item 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

FINANCIAL INFORMATION

REPORT OF INDEPENDENT AUDITORS

To the Board of Directors:

We have audited the accompanying balance sheet of AMAC, Inc.,
("AMAC, Inc.") as of April 30, 2001 and the related Income
Statement and Cash Flow for the period then ended.  These
financial statements are the responsibility of the Company's
management.   Our responsibility is to express an opinion on
these financial statement based on our audit.

We conducted our audit in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement.  An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We
believe that our audit provides a reasonable basis for our
opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of AMAC Inc., as of April 30, 2001, and the results of
its operations and its cash flows for the year then ended in
conformity with generally accepted accounting principles.


Frank E. Hanson, C.P.A.
Arlington, Virginia



<PAGE>
<PAGE>

                              AMAC, INC.
                      CONSOLIDATED BALANCE SHEET

<TABLE>
<CAPTION>                            As of             As of
                                 April 30, 2001    April 30, 2000
                                ---------------------------------
<S>                             <C>               <C>

ASSETS
CURRENT ASSETS
  Cash                              $   3,455         $  8,265
  Prepaid Expense                           0                0

                                  _____________     ____________
  Total Current Assets              $   3,455         $  8,265

OTHER ASSETS
  Prototype Craft                   $ 648,960         $648,960
  Capitalized Lease Costs                   0              982
  Less: Acc. Amortization                   0                0
  Security Deposit - Lease                325              325
  Interest in Auto Lease                2,565            5,416

  Total Other Assets                  651,850          655,683
                                  _____________     ____________
TOTAL ASSETS                        $ 655,305         $663,948


LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
  Accounts Payable                     25,663            $   0
  Auto Lease Payable
    Current Portion                     1,246            3,777
  Accrued Expenses                     19,282           16,784
                                  _____________    ____________
  Total Current Liabilities           $46,191         $ 20,561

LONG TERM LIABILITIES
  Auto Lease Payable                    3,778            2,506
  Wire Advances Payable - Gala Inc.   377,088          269,183
  Loan Payable - Prototype Gala Inc.  648,960          648,960
                                  _____________     ____________
  Total Long Term Liabilities      $1,029,826        $ 920,649

STOCKHOLDER'S EQUITY
  Common Stock,$.001 par value,
  Authorized 25,000,000 shares;
  Issued and Outstanding
  5,038,461 shares                      5,038          $ 5,038
  Paid in Surplus                       9,000            9,000
  Retained Earnings                  (291,300)        (164,454)
  Net Loss for Period                (143,450)        (126,846)
                                  _____________     ____________
Total Shareholders Equity(Deficit)   (420,712)        (277,262)

Total Liabilities and
   Shareholders' Equity             $ 655,305        $ 663,948

The accompanying notes are an integral part of these financial
statement

</Table>

<PAGE>
<Page>
<CAPTION>
                             AMAC, INC.
               CONDENSED CONSOLIDATED INCOME STATEMENT
      For the Years ended April 30, 2001 and April 30, 2000 and
                   From Inception to April 30, 2001
<Table>

                             For the Year      For the Year          From
                                Ended             Ended          Inception To
                            April 30, 2001    April 30, 2000    April 30, 2001
                          ----------------------------------------------------
<S>                         <C>                 <C>              <C>
TOTAL REVENUES               $      0             $      0            $      0
                           --------------      -------------     -------------

OPERATING EXPENSES:
  Accounting                    5,285                8,860              16,545
  Legal                        25,000                  461              35,461
  Filing Fee                        0                    0                  50
  Other Start Up Cost               0                    0              19,000
  Fees to S. Power             71,926               92,914             265,140
  Telephone & Utilities         4,777                4,096              10,866
  Customs Expense                   0                    0               4,207
  Bank Charges                    608                  651               1,651
  Consultants                   8,600                    0              18,600
  Stock Transfers               2,200                  800               5,195
  Office Expense                5,501                4,258              10,271
  Sub-Contract                  7,200                    0              11,450
  Amortization Lease Cost       1,000                1,000               2,583
  Auto Lease                    3,462                3,777               9,127
  Freight & Postage                 0                    0                 113
  License - Permits                 0                  110                 300
  Taxes - Other                     0                    0                 764
  Conferences & Meetings            0                    0                 709
  Travel                        6,127                6,606              17,074
  Dues & Subscriptions            379                   19                 456
  Auto Expense                  1,385                3,294               5,160
  Interest                          0                    0                  28
                           --------------      -------------     -------------
TOTAL EXPENSES               $143,450             $126,846            $434,750

NET LOSS                     (143,450)            (126,846)           (434,750)

Loss per Share prior
 to 6.5 to 1 reverse              N/A                  N/A            (0.01644)
Loss Post Split              (0.028470)          (0.025176)          (0.086286)

</TABLE>
<PAGE>
<Page>
<CAPTION>
                                     AMAC, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
             For the Years ended April 30, 2001 and April 30, 2000 and
                          From Inception to April 30, 2001

<TABLE>
                             For the Year      For the Year          From
                                Ended             Ended          Inception To
                            April 30, 2001    April 30, 2000    April 30, 2001
                          ----------------------------------------------------
<S>                         <C>                 <C>              <C>
CASH FLOWS FROM OPERATING
ACTIVITIES

Net Loss                      $ (143,450)         $ (126,846)      $ (434,750)
                            --------------      -------------     -------------
Adjustments to reconcile
Net Loss to net cash used
in operating Activities:
Changes in Assets and
Liabilities Increase in
Accounts Payable and
Accrued Expenses                 155,170             132,409          427,470
                            --------------      -------------     -------------
Net Cash Used in
Operating Activities            155,170             132,409           427,470

CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from Insurance of
Common Stock                           0                   0           19,000
                            --------------      -------------     -------------
Net Change in Cash                11,720               5,563           11,720
Cash at Beginning of Period        8,265               2,702            8,265
                            --------------      -------------     -------------
Cash at End of Period             $3,455               8,265           $3,455

The accompanying notes are an integral part of these financial
statement.

</TABLE>
                   
<PAGE>
<Page>

                                    AMAC, INC.
                         SHAREHOLDERS' EQUITY STATEMENT
                        For the Year Ended April 30, 2001
<Table>
<Caption>

                     Common Stock Issued    Total          Acc.  Shareholder's
                    Shares     Par Value  Paid Capital   Deficit    Equity
            ------------------------------------------------------------------
<S>                 <C>           <C>       <C>        <C>       <C>
Balance as of
April 30, 1998       10,000,000    $10,000   $9,000    $(31,450)  $ (12,450)

Shares Canceled
March 31, 1999      (10,000,000)   (10,000)

Shares Issued
6.5 to 1 Reverse
Split March 8, 1999   1,538,461      1,538

Net Loss for
Year Ended 1999       3,500,000      3,500             (133,004)   (150,416)
             -----------------------------------------------------------------
Balance
Apr. 30, 1999         5,038,461     $5,038    $9,000  $(164,454)  $(150,416)

Net Loss for
Year Ended 2000                                        (126,846)   (277,261)
             ------------------------------------------------------------------
Balance
Apr. 30, 2000         5,038,461     $5,038    $9,000  $(291,300)  $(277,261)

Net Loss for
Year Ended 2001                                        (143,450)   (420,711)
             ------------------------------------------------------------------
Balance
Apr. 30, 2001         5,038,461     $5,038    $9,000  $(434,750)  $(420,711)
             ==================================================================
</TABLE>

The accompanying notes are an integral part of these financial
statement.
                   
<PAGE>
<Page>
                             AMAC, INC.
                   NOTES TO FINANCIAL STATEMENTS
                          April 30, 2001

NOTE 1 - NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

A.  DESCRIPTION OF COMPANY: AMAC, Inc., ("the Company") is a
for-profit corporation incorporated under the laws of the
State of Delaware on November 18, 1996.

On March 8, 1999 an acquisition agreement was reached between
Medic Media, Inc., and CMAC Industries Limited, a comany
incorporated under the laws of the Channel Island of Jersey and
its wholly owned subsidiary corporation American Marine
Amphibious Craft (AMAC) Inc., a company incorporated under the
laws of the State of Delaware.  Medic Media purchased 100 shares
(100%) of the outstanding shares of CMAC.  Consideration given
for the purchase of the above shares was 3,500,000 post-reverse
split shares of Medic Media, $0.001 par value voting common
stock.  The M.M.I. common shares were issued to the individual
sellers.  In March, 1999 the Medic Media name was changed to
AMAC.  AMAC's principle objective is to manufacture an
amphibious craft and to sell the same to governmental agencies
and the public in general.

B.  BASIS OF PRESENTATION: Financial statements are prepared on
the accrual basis of accounting.  Accordingly, revenue is
recognized when earned and expenses when incurred.

C.  OTHER ASSETS: The development cost of the prototype includes
accrued interest payable to Gala Consultancy, Ltd.  The
capitalized lease cost of the company vehicle is being amortized
over the 36 month term of the lease.

D.  LIABILITIES: Auto lease is for a period of 36 months at
$314.73 per month.  The vehicle is used by the Company CEO.
Because of the lack of credit history of the company, the lease
was obtained by an officer of the corporation.  The wire
advances have been made by Gala Consultancy Ltd.  Monies have
been used for operations for the fiscal year.  Loan payable to
Gala Consultancy Ltd., represents monies advanced for the
development of the prototype.

E.  CAPITAL: The Capital account reflects the 6.5 reverse split
of common stock.

F.  USE OF ESTIMATES: The preparation of financial statements in
conformity with generally accepted accounting principles
requires management to make estimates and assumptions that affect
certain reported amounts and disclosures. Accordingly, actual
results could differ from these estimates.  Significant estimates
in the financial statements include the assumption that the
Company will continue as a going concern.

NOTE 2 - USE OF OFFICE SPACE

The company uses 500 square feet of space for its executive
offices at 3800 N. Fairfax Dr. Arlington, Virginia.  The rent is
being deferred until a future date.


NOTE 3 - LIQUIDITY

The Company's viability as a going concern is dependent upon
raising additional capital, continued funding from Gala
Consultancy Ltd., and the corporation's ability to generate
revenue in the future.

The continued funding is in doubt as of the date of this report.

The Company will require additional capital principally to meet
its costs for the implementation of its business plan and for
general and administrative expenses.  The business plan includes
the development of a manufacturing site.  Management estimates
the cost of the site at $250,000.  Also an additional $500,000
to produce the first unit. Estimated time to complete the first
unit is four months from the time the manufacturing site is ready
for production.  It is not anticipated that the Company will be
able to meet its financial obligations through internal revenue
until manufacturing process is in place.


Item 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
         ACCOUNTING AND FINANCIAL DISCLOSURE

None.


                            PART III

Item 9. DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY

Name                      Age   Position Held    Family Relation

Lt. General
 J.W. Morris (ret)        78    Chairman               None
 1329 Lynbrook Drive
 Arlington, VA 22206

Kevin Leech               58    Director               None
 Old Chapel
 Sacre Cour Rouge Boullion
 St. Helier, Jersey

Richard Smith             54    Director               None
 Old Chapel
 Sacre Cour Rouge Boullion
 St. Helier, Jersey

All directors hold office until the next annual meeting of
stockholders and until their successors have been duly elected
and qualified.  There are no agreements with respect to the
election of directors or regarding their position with the
Company.

Lt. General Morris, Chairman, retired in 1980 after serving as
Chief of the US Army Corp. of Engineers (USACE) for nearly five
years.  He has had a long distinguished career in the US army
which began with his Westpoint  academic career at the outset of
World War II.  He has also worked directly with three US
Presidents, Nixon, Ford and Carter.  He is a Fellow of the
Society of Military Engineers, and  a Governor of Westpoint
Military Academy.  He is a director of numerous corporations,
American and European.  He has excellent contacts in Washington
DC and throughout the U.S. from his distinguished career in the
Military and as a member of the National Academy of
Engineering. He also was chair at the University of Maryland
graduate course in Engineering Management.

Richard J. Smith, Director, has served as the Company's interim
Chief Financial Officer and as a director since December 1998.
Mr. Smith is a Fellow of the Association of Chartered Certified
Accountants, qualifying in 1970. In 1972, he moved to Jersey
(Channel Islands) and after working as an audit manager for
three years moved to Hambros Channel Islands Trust Corporation as
their accountant. In 1978, he took a position as Finance
Controller with Avis Channel Islands car rental and motor
dealership operations. After the disposal of those businesses by
Avis, he became Chief Executive for the new private owner. In
1986 he moved back into the finance industry as Deputy Finance
Manager for Save & Prosper in Jersey, Channel Islands, a Robert
Fleming fund management subsidiary. Since 1988, Mr. Smith has
acted as a Finance Director for Kevin R. Leech's portfolio of
investments.

Kevin R. Leech, Director, is the Executive Chairman of ML
Laboratories plc, a United Kingdom company listed on the London
Stock Exchange which is engaged in the research and development
of ethical pharmaceuticals and related products. He is the co-
founder of ML and controls 53% of its equity. He is also
Executive Chairman of Queensborough Holdings plc, a United
Kingdom company listed on the London Stock Exchange whose
principal activities are in the leisure sector, and of which he
owns 29.7%. In addition, Mr. Leech is a director and principal
shareholder of numerous privately-owned companies resulting from
his role as a provider of private venture capital.

There are no agreements or understandings for any officer or
director to resign at the request of another person and there
are no officers or directors at this time, or in the foreseeable
future, acting on behalf of or at the direction of any other
person.

To the knowledge of management, during the past five years, no
present or former director or executive officer of the Company:
(1) filed a petition under the federal bankruptcy laws or any
state insolvency law, nor had a receiver, fiscal agent or
similar officer appointed by a court for the business or present
of such a person, or any partnership in which he was a general
partner at or within two yeas before the time of such filing, or
any corporation or business association of which he was an
executive officer within two years before the time of such
filing; (2) was convicted in a criminal proceeding or named
subject of a pending criminal proceeding (excluding traffic
violations and other minor offenses); (3) was the subject of any
order, judgment or decree, not subsequently reversed, suspended
or vacated, of any court of competent jurisdiction, permanently
or temporarily enjoining him from or otherwise limiting the
following activities:  (i) acting as a futures commission
merchant, introducing broker, commodity trading advisor,
commodity pool operator, floor broker, leverage transaction
merchant, associated person of any of the foregoing, or as an
investment advisor, underwriter, broker or dealer in securities,
or as an affiliated person, director of any investment company,
or engaging in or continuing any conduct or practice in
connection with such activity; (ii) engaging in any type of
business practice; (iii) engaging in any activity in connection
with the purchase or sale of any security or commodity or in
connection with any violation of federal or state securities laws
or federal commodity laws; (4) was the subject of any order,
judgment or decree, not subsequently reversed, suspended or
vacated, of any federal or state authority barring, suspending or
otherwise limiting for more than 60 days the right of such person
to engage in any activity described above under this Item, or to
be associated with persons engaged in any such activity; (5) was
found by a court of competent jurisdiction in a civil action or
by the Securities and Exchange Commission to have violated any
federal or state securities law and the judgment in subsequently
reversed, suspended or vacate; (6) was found by a court of
competent jurisdiction in a civil action or by the Commodity
Futures Trading Commission to have violated any federal
commodities law, and the judgment in such civil action or finding
by the Commodity Futures Trading Commission has not been
subsequently reversed, suspended or vacated.


Item 10.  EXECUTIVE COMPENSATION

SUMMARY

The Company has not had a bonus, profit sharing, or deferred
compensation plan for the benefit of its employees, officers or
directors.

Sean Power is currently the only director with a salary.  He
receive $72,000 per year and in addition has a relocation
package of $40,000 and is allowed reimbursement of all reasonable
expenses incurred as part of his position with the Company, such
as transportation and traveling.

COMPENSATION TABLE: None; no form of compensation was paid to
any officer or director at any time during the last two fiscal
years.

CASH COMPENSATION: Sean Power was the only director who received
a salary during the past year, in the sum of $72,000 per year
and was allowed reimbursement of all reasonable expenses incurred
as part of his position with the Company, such as transportation
and traveling.

BONUSES AND DEFERRED COMPENSATION: None

COMPENSATION PURSUANT TO PLANS: None

PENSION TABLE: None

OTHER COMPENSATION: None

COMPENSATION OF DIRECTORS: None

TERMINATION OF EMPLOYMENT AND CHANGE OF CONTROL ARRANGEMENT:
There are no compensatory plans or arrangements of any kind,
including payments to be received from the Company, with respect
to any person which would in any way result in payments to any
such person because of his or her resignation, retirement, or
other termination of such person's employment with the Company
or its subsidiaries, or any change in control of the Company, or
a change in the person's  responsibilities following a change in
control of the Company.


Item 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
          MANAGEMENT

The following table sets forth the information, to the best
knowledge of the Company as of April 30, 2001, with respect to
each person known by the Company to own beneficially more than
5% of the Company's outstanding common stock, each director of
the Company and all directors and officers of the Company as a
group.

Name and Address of      Amount and Nature of        Percent
Beneficial Owner         Beneficial Ownership        of Class
----------------         --------------------        --------

Burlington Associations      1,280,000                25.40%
St. Helier, England

General Capital Limited        409,060                 8.12%
New York, New York

Melchrisea Holdings Ltd.       369,270                 7.33%
Gibraltar

Partridge Ventures Ltd.      1,280,000                25.40%
St Helier, England

Technology Finance Ltd.        608,153                12.07%
London, England

Wing Capital Ltd.              540,000                10.72%
Gibraltar

John Morris (Director)         150,000                 2.98%
Arlington, Virginia

G. Lee Smith (Director)        100,000                 1.98%
Vienna, Virginia

The Company has been advised that the persons listed above have
sole voting, investment, and dispositive power over the shares
indicated above. Percent of Class (third column above) is based
on 5,038,461 shares of common stock outstanding on April 30,
2001.

Sean Power, the Company's former president, is the beneficial
owner of the 1,280,000 shares held by Burlington Associations.
Additionally, Kevin Leech, a director of the Company, is the
beneficial owner of the 1,280,000 shares held by Partridge
Ventures Ltd.

The Company does not have any arrangements, which the Company is
aware of, that may affect a change of ownership in the Company.


Item 12.  CERTAIN RELATIONSHIP AND RELATED TRANSACTIONS

To the best of Management's knowledge, during the fiscal year
ended April 30, 2001 there were no material transactions, or
series of similar transactions, except as attached, since the
beginning the Company's last fiscal year, or any currently
proposed transactions, or series of similar transactions, to
which the Company was or is to be a party, in which the amount
involved exceeds $60,000, and in which any director or executive
officer, or any security holder who is known by the Company's
common stock, or any member of the immediate family of any of
the foregoing persons, has an interest.


CERTAIN BUSINESS RELATIONSHIPS:

During the fiscal year ended April 30, 2001, there were no
material transactions between the Company and its management.

INDEBTEDNESS OF MANAGEMENT:
To the best of Management's knowledge, during the fiscal years
ended April 30, 2001, there were no material transactions, or
series of similar transactions, since the beginning of the
Company's last fiscal year, or any currently proposed
transactions, or series of similar transactions, to which the
Company was or is to be a party, in which the amount involved
exceeds $60,000, and in which any director or executive officer,
or any security holder who is known by the Company to own of
record or beneficially more than 5% of any class of the
company's common stock, or any member of the immediate family of
any of the foregoing persons, has an interest.

TRANSACTIONS WITH PROMOTERS:
To the best Knowledge of management, no such transactions exist.


Item 13.  FINANCIAL STATEMENTS, EXHIBITS AND REPORTS ON FORM 8-K


(A) FINANCIAL STATEMENTS
The Following financial statements are filed as part of this
registration statement:

    Balance Sheet
    Statement of Loss
    Statement of Cash Flows
    Statement of Shareholders' Equity (Deficit)
    Selected Financial Data

(B) EXHIBITS AND INDEX OF EXHIBITS
The following exhibits are included in this filing.  Other
exhibits have been omitted since the required information is not
applicable to the registrant.

EXHIBIT

   3         Certificate of incorporation and by-laws

   16        Letter regarding change in certified accountant

   27        Financial Data Schedule


(C) REPORTS ON FORM 8-K
No Report on Form 8-K was filed during the fourth quarter of the
period for which this Annual Report is filed.


   
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SIGNATURES

In accordance with the requirements of the Exchange Act, the
Registrant caused this report to be signed on its behalf of the
Registrant and in the capacities and on the dates indicated:

Dated: September 6, 2001

/s/ AMAC, INC.
    (Registrant)
By: Richard Smith
    President